Preface
The Office of the Comptroller of the Currency (OCC) charters, regulates, and supervises all national banks and federal savings associations (collectively, banks), as well as federal branches and agencies of foreign banks. In regulating banks, the OCC has the power to
Boards of directors play critical roles in the successful operation of banks. The OCC recognizes the challenges facing bank directors. The Director’s Book: Role of Directors for National Banks and Federal Savings Associations helps directors fulfill their responsibilities in a prudent manner. This book provides an overview of the OCC, outlines directors’ responsibilities as well as management’s role, explains basic concepts and standards for safe and sound operation of banks, and delineates laws and regulations that apply to banks. To better understand a particular bank activity and its associated risks, directors should refer to the Comptroller’s Handbook booklets, including the “Corporate and Risk Governance” booklet. For information generally found in board reports, including “red flags”—ratios or trends that may signal existing or potential problems—directors should refer to Detecting Red Flags in Board Reports: A Guide for Directors.
The OCC published The Director’s Book in 1987 and revised it in 1997 and 2010. This 2016 edition reflects legal and regulatory changes since 2010. Changes include the transfer of regulatory and supervisory authority for federal savings associations (FSA) to the OCC pursuant to the Dodd– Frank Wall Street Reform and Consumer Protection Act of 2010. When it is necessary to distinguish between national banks and FSAs, they are referred to separately in this book.
For purposes of this book, the term “board” refers to the board of directors or a designated committee thereof unless otherwise stated. The term “senior management” refers to bank employees designated by the board as executives responsible for making key decisions. Senior management may include, but is not limited to, the president, chief executive officer (CEO), The Director’s Book Preface 2 chief financial officer, chief risk executive (CRE),1 chief information officer (CIO), chief compliance officer, chief credit officer, chief auditor, and chief bank counsel. Titles and positions vary depending on the bank’s structure, size, and complexity. Unless otherwise noted, the book uses the terms “CEO” and “president” to refer to the individual appointed by the board to oversee the bank’s day-to-day activities. The term “management” refers to bank managers responsible for carrying out the bank’s day-to-day activities, including goals established by senior management.
The article may be viewed in its entirety by going to the OCC website at www.occ.treas.gov and searching for "The Directors Book."